Malta power station company quietly seeks delisting from AIM index of London Stock Exchange. Says that it is unable to raise capital from institutional investors and they “do not expect this situation to change in the foreseeable future”.
All public companies listed on the stock exchange are required to issue public announcements when there is a change to their structure, aims or activities.
Yesterday, Gasol plc issued the public announcement below, in London. It has not been reported in Malta.
When Konrad Mizzi gets into his office in the morning, we should expect him to speak to the press about where this leaves his power station which should be operational in March.
He should also tell us whether he was apprised of Gasol plc’s weak position in the market, and whether he knew that the company is seeking delisting from the London Stock Exchange alternative list because of the problems it is facing in raising capital and other matters.
Gasol plc is one of the companies which will make up the Electrogas consortium, which is still pending because none of the companies which should make up the consortium have bought the shares they have to buy in an Enemalta company to make that possible.
But then they needn’t break into a sweat about it because they know they’ve got all the leverage. The Malta government is 1. desperate, 2. desperate not to lose face.
————–
GASOL PLC: PROPOSED CANCELLATION OF ADMISSION TO TRADING ON AIM
Gasol announces its intention to seek shareholder approval for the cancellation of the admission of its ordinary shares (“Shares”) to trading on AIM (the “Cancellation”). The Company intends to post a circular (“Circular”) to its shareholders as soon as practicable to convene a general meeting (‘GM’) in order to consider a special resolution to approve the Cancellation.
Full details of the reasons behind the decision to propose the Cancellation to shareholders, including details of what action shareholders should take, will be set out in the Circular.
RATIONALE FOR THE CANCELLATION
The Directors have, in consultation with African Gas Development Corporation Limited (“AGDC”), the Company’s major shareholder, considered the merits or otherwise of the shares continuing to trade on AIM. Amongst others, the following factors were taken into account during that process:
• Gasol is focused on gas projects that have a significant capital value and lead times to development that are measured in years rather than months. The Directors believe that investors in the public markets generally operate on a short-term investment horizon, which is unsuited to the development of the projects that Gasol is focusing on;
• Gasol, like many other small cap AIM companies, is likely to be unable to raise capital from institutional investors as there appears to be little interest in committing funds to companies at its stage of development, particularly those focused on natural resources. The Directors do not expect this situation to change in the foreseeable future;
• the low liquidity of trading in Shares and the lack of interest in small cap natural resource companies has led to a share price which the Directors believe does not reflect the true worth of the business;
• due to the small size of the Company, many of the business opportunities that the Company is considering would constitute a Reverse Takeover under AIM Rules and would thereby incur extra time, cost and uncertainty in execution;
• the costs, management time and regulatory burdens associated with maintaining an AIM listing could be better spent developing the business.
The Directors have therefore concluded that it is no longer in the best interests of the Company or its shareholders as a whole to maintain admission to trading on AIM of its Shares. AGDC, who owns approximately 65.7% of the Shares, has indicated that it intends to vote its shares in favour of the Cancellation.
Pursuant to AIM Rule 41, the Cancellation can only be effected by the Company after securing a resolution of Shareholders in a general meeting passed by a requisite majority, being not less than 75 per cent. of the votes cast by Shareholders (in person or by proxy). Under the AIM Rules, the Cancellation can only take place after the expiry of a period of twenty business days from the date on which notice of the Cancellation is given.
In addition, a period of at least five business days following the Shareholder approval of the Cancellation is required before the Cancellation may be put into effect. The timetable for Cancellation will be set out in the Circular and announced at the time the Circular is posted.
EFFECT OF DELISTING
The principal effects of the Cancellation would be that:
(a) there would no longer be a formal market mechanism enabling Shareholders to trade their Ordinary Shares on AIM or any other recognised market or trading exchange;
(b) the Company would not be obliged to announce material events, administrative changes or material transactions nor to announce interim or final results;
(c) the Company would no longer be required to comply with any of the additional specific corporate governance requirements for companies admitted to trading on AIM;
(d) the Company would no longer be subject to the AIM Rules and Shareholders would no longer be required to vote on certain matters as provided in the AIM Rules.
It is possible that the Cancellation could have taxation consequences for Shareholders. Shareholders who are in any doubt about their tax position should consult their own professional independent adviser.
GOVERNANCE FOLLOWING THE CANCELLATION
The Directors’ intention is that the Company should remain a public limited company but without having its shares admitted to trading on a public market or multilateral trading facility.
Notwithstanding the Cancellation, the Company will continue to publish annual reports and accounts and hold Annual General Meetings and other General Meetings in accordance with the applicable statutory requirements and the Company’s articles of association.
The Directors also intend to retain the Company’s website to provide information on the business, though Shareholders should be aware that there will be no obligation on the Company to update the website as required under AIM Rules.
22 Comments Comment
Leave a Comment
http://hsprod.investis.com/ir/gas/ir.jsp?page=news-item&item=1788602623197184
Gasol: the start-up that just won’t start.
This website was the first news site in Malta to scrutinise Gasol’s weak financial position back in October 2013.
This website was also the first to observe that it cannot be that the power purchase agreement had been signed, and that is because Gasol itself had noted in an announcement that the new company Electrogas Malta would be formed once the financing for the Malta project would be in place.
Gasol’s difficulty with finding finance must be why the Minister of Energy, Health and Phenomenal Podologists announced that the upfront amount of Eur 30 million due for the Malta Power and Gas Limited shares will be received in instalments over a long period of time.
http://www.timesofmalta.com/articles/view/20140522/local/Power-deal-signed-but-upfront-30-million-payment-is-staggered-.520014
If Gasol cannot find its 30% share of Eur 30 million to pay for the shares of MPGL on time now, how is it going to find its 30% share of Eur 370 million – i.e. about Eur 120 million – to finance the new powerstation project?
http://www.the-report.net/malta/jun2014/937-interview-michael-kunz-project-coordinator-of-electrogas
Simple. Gasol will indirectly announce the launch of X million worth of high-interest bonds in Malta, and the greedy, short-thinking Maltese suckers will lap them up – as they always do, and as they have always done, ultimately to their own great cost.
Yes that is exactly what I think will happen. And when the company goes belly up, we’ll be left with a gaping hole and a set of people unable to recover their money.
The PN should have a couple of financial wizards go through the latest accounts – from what I can see the situation in Gasol stinks to high heaven. There are some highly unconvincing figures.
Daphne keep it up. Always tell us what this Government is trying to hide. You are the best.
To all media houses: wake up your journalists and demand that they go to the ministry of Energy and Health and wait for Minister’s arrival to ask him some very relevant questions regarding Gasol and its delisting.
http://www.gasolplc.com/media/18821/gasol_2013_interim_statements.pdf
China will be brought in to save the day and the minister’s and PM’s face. Just wait and see. This is good news for China.
http://hsprod.investis.com/ir/gas/ir.jsp?page=text-chart
Gasol shares at 8.5p on 19th June 2014
Slowly but surely, we’re on our way down.
http://www.independent.com.mt/articles/2014-06-19/news/maltas-economic-growth-predicted-to-slow-down-5530877955/
“Gasol, like many other small cap AIM companies, is likely to be unable to raise capital from institutional investors as there appears to be little interest in committing funds to companies at its stage of development, particularly those focused on natural resources. The Directors do not expect this situation to change in the foreseeable future.”
It would appear to me that Gasol were relying on getting the money they need from their principal investors – African Gas Development Corporation Limited and Afren plc.
Clearly this has not come about and now they have a liquidity problem and maybe are de-listing prior to being bought out or winding up.
This also explains why the Eur30 million payment for Malta Power & Gas has not materialized.
I do not understand why this tiny, insignificant company is the lead contractor in such a large project when you have the likes of Siemens involved.
What will Konrad Mizzi do now the truth is coming out bit by bit?
Siemens’s out.
The new owners of the BWSC plant, Shanghai Electric, will never accept to procure energy generated by plant built by their latest subsidiary’s direct competitors.
Shanghai Electric bought 40% of Ansaldo Energia to produce gas fired turbines for its ever expanding market in Asia.
SE’s top brass signed in Rome the day Muscat was to give us the bxara t-tajba. There he was in Castille, abandoned to fend off journalists and the consequences of his anti-EU scheming.
A week later Muscat announced meekly he’s working on an ‘agreement similar to the one Shanghai Electric signed with an Italian energy company’.
Konrad Mizzi should now call Kurt Sansone at Times of Malta and give him a front page story about how “everything is on track,” and that everyone at Gasol, Siemens, Enemalta, GEM and SOCAR is “fenomenali.”
I just got a job on the Times of Malta, or the Fine and Dandy as we like to call it, as an investigative journalist. Really easy work. I wait for the government to release a statement and then put my name to it. I don’t even have to ask any awkward questions. Trebles all round.
‘U Ghaddafi wahhalulu, tah iz-zejt u rega’ hadulu…’
A little over a year ago, in March 2013, newspapers in Benin were reporting that Gasol had obtained the required capital for its gas supply project in West Africa (not just Benin, please note, but Benin, Togo and Ghana) by signing a agreement with the Azerbaijani state company SOCAR (A loan of one million dollars).
When the news was announced by Alan Buxton, added a few self-congratulatory remarks about 2013 being an annus mirabilis for Gasol, with the start of construction work on LNG facilities in Cotonou.
So Baxxter asks: What happened since then that’s making Gasol shareholders dump their stock like it was the plague?
Hadn’t our “journalists” better ask these questions instead of printing gushing reports about that Nathan “Inspire CEO”, Isle of MTV and giant England flags?
How long now before Times of Malta splashes this story on its front page, presenting it as some kind of scoop which it investigated and brought to light?
It’s interesting to note that SOCAR, the Azerbaijan oil company, which is indeed active and has a track record, has no mention of any Malta contract, nor of the ElectroGas deal of which it is supposed to be a 20% shareholder.
Its website is very regularly updated, with detailed news items, even about opening of a new petrol station, but no mention of any €360 million investment in the Maltese power plant or securing an 18-year contract.
http://new.socar.az/socar/en/news-and-media/news-archives/news-archives/2014/05
Conversely, the start up company Gasol gives much prominence to the ElectroGas deal (of which SOCAR is supposed to have a 20% stake).
http://www.gasolplc.com/media/19107/20140514__electrogas_malta_acquires_special_purpose_project_company.pdf
Any search for Siemens Project Ventures GmbH in this project also yields nothing.
Finally, has the 30% Maltese shareholder of ElectroGas, GEM holdings, purchased its shareholding in a Malta Gas and Power Ltd (MGPL)?
Had Enemalta entered into the power purchase agreement with ElectroGas Malta Limited for an 18 year supply of electricity, Enemalta would have issued a detailed statement about such signing and about the implications of such contract to Enemalta.
As you can see for yourself, Enemalta’s list of events on the gas project are still frozen at the issue of the permit which took place in late March 2014.
http://www.enemalta.com.mt/index.aspx?cat=3&art=218
No. GEM holdings has not purchased a share in Malta Power and Gas Ltd. The sole shareholder is Enemalta.
Stop worrying our precious government. Give them a chance. Let them think, or at least try to do so. Talk will get us nowhere. Let the facts talk.
In the future they will. They are more convincing than words.
Let the greedy buggers do it to themselves; they deserve it, they worked for it and they ought not to be deprived the wrath of God for their omissions.
Daphne, you are a Godsend.